Director/PDMR Shareholding

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS

WS Atkins plc (the "Company") was notified on 15 January 2015 by the Trustee of the Atkins Share Incentive Plan (the "Plan") that on 13 January 2015 in London Dr. Martin Grant, a person discharging managerial responsibilities of the Company, acquired 18 ordinary shares of 0.5 pence each in the Company at £13.40 following the reinvestment of dividends for shares held in the Plan. This acquisition equated to 0.00002% of the voting issued share capital.

Dr. Grant's total interest in shares following this notification is 48,994 ordinary shares, representing 0.049% of the voting issued share capital of WS Atkins plc.

The Company was also notified by the Trustee of the Plan on 15 January 2015 that on 13 January 2015 in London Prof. Dr. Uwe Krueger, a director and person discharging managerial responsibilities of the Company, acquired 3 ordinary shares of 0.5 pence each in the Company at £13.40 following the reinvestment of dividends for shares held in the Plan. This acquisition equated to 0.000003% of the voting issued share capital.

Prof. Dr. Krueger's total interests in shares following these notifications is 59,423 ordinary shares, representing 0.059% of the voting issued share capital of WS Atkins plc.

This notice is given in fulfillment of the obligations under DTR 3.1.4R (1).

Guy Holden

Share Plan Manager

Telephone: +44 (0) 1372 756124

15 January 2015